FGH Contracts to Sell Friede Goldman Offshore

November 19, 2002

Friede Goldman Halter, Inc. has completed the previously announced auction of its Friede Goldman Offshore division and has entered into a contract to sell the assets to ACON Offshore Partners LLP, a Delaware limited partnership, for approximately $61 million. The purchase price consists of $18 million in cash plus the assumption of approximately $43 million in secured debt.
The sale is contingent upon the buyer receiving specific refinancing terms from certain existing secured creditors by November 22, 2002 and the receipt by the seller of the buyer's contract deposit on the same date. If these conditions are met, the sale would be presented on December 16, 2002 to the United States Bankruptcy Court for the Southern District of Mississippi, Southern Division, for approval. Once approved, a year-end closing is anticipated, permitting Friede Goldman Offshore to operate under new ownership without the constraints of Chapter 11.
Friede Goldman Offshore is the one remaining business unit of Friede Goldman Halter, Inc. The sale of Friede Goldman Offshore is a priority of the Restructuring Committee of the Board of Directors, which is working in concert with the Unsecured Creditors Committee to close this transaction. In the event the sale transaction does not occur or close in a timely manner, the Board of Directors and the Unsecured Creditors Committee intend to include Friede Goldman Offshore in the Plan of Reorganization of Friede Goldman Halter, Inc. Under either scenario, the company believes it is unlikely that there will be any recovery for the equity holders.

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